Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: January 31, 2005
Estimated average burden hours per response... 0.5

(Print or Type Responses)
1. Name and Address of Reporting Person *
Stevens Charles K. III
   2. Issuer Name and Ticker or Trading Symbol
General Motors Co [GM] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Vice President & CFO
(Last)
(First)
(Middle)
300 RENAISSANCE CENTER, M/C: 482-C25-A36		 3. Date of Earliest Transaction (Month/Day/Year)
09/30/2013
(Street)

DETROIT, MI 48265-3000		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (1) 02/10/2014   M   2,916 A $ 0 2,916 D  
Common Stock 02/10/2014   F   931 D $ 35.27 1,985 D  
Common Stock 02/11/2014   S   1,985 D $ 35.22 0 D  
Common Stock (2) 12/31/2013   M   148 A $ 0 148 D  
Common Stock 12/31/2013   D   99 D $ 40.81 49 D  
Common Stock 12/31/2013   F   49 D $ 40.81 0 D  
Common Stock (3) 09/30/2013   M   182 A $ 0 182 D  
Common Stock 09/30/2013   D   122 D $ 35.97 60 D  
Common Stock 09/30/2013   F   60 D $ 35.97 0 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (1) $ 0 02/10/2014   M     2,916   (4)   (4) Common Stock 2,916 $ 0 0 D  
Salary Stock Units (2) $ 0 12/31/2013   M     148   (5)   (5) Common Stock 148 $ 0 295 D  
Salary Stock Units (3) $ 0 09/30/2013   M     182   (5)   (5) Common Stock 182 $ 0 364 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Stevens Charles K. III
300 RENAISSANCE CENTER
M/C: 482-C25-A36
DETROIT, MI 48265-3000		       Executive Vice President & CFO  

Signatures

 /s/ Anne T. Larin, attorney-in-fact for Mr. Stevens   02/12/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The Common Stock reported in this item was issued and delivered upon the vesting of the portion of a grant of Restricted Stock Units ("RSUs") awarded on February 10, 2011 (the "2011 RSU Grant") pursuant to the Company's 2009 Long-Term Incentive Plan (the "GMLTIP"). Each RSU represents a right to receive one share of the Company's common stock (the "Common Stock") upon settlement.
(2) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of Salary Stock Units ("SSUs) awarded on Decembr 31, 2012 pursuant to the Company's Salary Stock Plan (the "GMSSP") and vested upon grant. Each SSU is the economic equivalent of one share of the Common Stock.
(3) The Common Stock reported in this item was issued upon the settlement of a portion of a grant of SSUs awareded on September 30, 2012 pursuant to the GMSSP and veted upon grant.
(4) The RSUs do not have a conversion or exercise price, or a date on which they are exercisable or expire.
(5) Grants of SSUs are fully vested when made and will be settled in three equal, annual installments beginning one year after the date of grant. The GMSSP gives the employee the option of having a settlement made by delivery of the Stock or of cash in an amount equal to the fair market value of the Stock as of the applicable anniversary date of the SSUs' grant. Under the GMSSP, the fair value of the Stock is the average of the high and low trading prices for the Stock as reported on the New York Stock Exchange, on which it is listed, on the date of the transaction. The employee opted to have these settlements made by delivery of cash, less a portion withheld for taxes.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.